Supplier Terms and Conditions

I. QUALITY CLAUSES

Any of the following clauses will apply when the clause number or a written expression of the clause is specified in the body of the purchase order. Additional quality requirements may be specified in the body of the purchase order. Failure to comply with any specified clause or additional specified quality requirements is cause for rejection of merchandise and for withholding of payment for goods and services.

Q1. Supplier is required to follow the provisions of the Defense Priorities and Allocations System (DPAS) regulation (15 CFR 350) and all other applicable regulations in obtaining controlled materials and other products, materials, and services needed to fill this order.

Q2. Supplier shall conduct a first article inspection; a copy of the report shall accompany the first shipment. Packaging will clearly identify inclusion of said report.

Q3. Supplier shall conduct a first article inspection; a copy of the report shall be submitted to Dye CNC. Upon receipt of FAIR approval, supplier can initiate production to satisfy purchase order requirements.

Q5. A copy of the mill test report for material identifying chemical and physical properties for each material must be submitted with each lot of parts.

Q6. The Supplier shall ensure that measurement equipment be calibrated or verified, or both, at specified intervals, or prior to use, against measurement standards traceable to international or national measurement standards; where no such standards exist, the basis used for calibration or verification shall be recorded.

Q7. In addition to all other requirements specified, final inspection results on ALL CHARACTERISTICS applicable to work performed must accompany each shipment of material.

Q8. Material for this order MUST meet the requirements for DFAR252.225-7014, Preference for Domestic Specialty Metals or Buy American Act per DFAR 252.225-7001. Material MUST be melted in the USA or a qualified country (225.872.1) as required. In addition, all shipments to Dye CNC MUST have the country of melt identified on the raw material certification or certificate of test and accompany the shipment.

Q9. NADCAP process certification for Special Processes, as defined by D1-4426, is required.

G1. Shipping tolerance is +/- 5% unless otherwise specified in the body of the purchase order. Supplier shall notify buyer of deviation in advance of shipment.

G2. For change orders, all requirements listed on original order remain in effect, except for changes specified in the body of the change order.

G3. Dye CNC reserves the right to return or hold subject to our order, all goods or any parts which are not equal to sample and/or meet standards on drawings.

G4. Unless authorized by buyer, early or excessive shipment by supplier is not permitted. Buyer reserves the right to have supplier pay freight and/or defer payment of invoice without losing early payment discounts, or incurring late payment charges.

G5. Process Changes: Seller shall notify Buyer not less than 90 days in advance of any proposed changes to Seller’s manufacturing processes, composition or grade of raw materials used, critical process sources, equipment or facilities that may impact the quality, acceptability, reliability or on-time delivery of the Ordered Items, including any proposed relocations of manufacturing or assembly facilities that produce the Ordered Items. Any such changes must be planned and coordinated between Buyer and Seller prior to implementation and shall not be made without Buyer’s written approval; if Seller implements such changes without Buyer’s written agreement, this may render the Ordered Items defective and Buyer may reject the items or may terminate this Purchase Order.

G6. Suppliers will not disclose, publish, or reveal any designs, specifications, or other informational materials to any other party without written consent from Dye CNC.

G7. If the Supplier wishes to ship nonconforming material/parts, contact Dye CNC’s Buyer for formal approval prior to shipment. If the Supplier discovers that nonconforming product has already been shipped to Dye CNC the Supplier must immediately notify Dye CNC’s buyer with the extent of the nonconformity, all affected lots with purchase order number as well as total quantity affected.

G8. Lot Traceability: to support Dye CNC & its customers’ requirements for lot traceability, supplier shall implement and maintain systems to ensure items sold to Dye CNC are traceable (i.e. lot number, batch number, date of manufacture, etc.). Items identified with a part number prefix PT or NI do not need to meet this requirement.

G9. Dye CNC, Inc. reserves the right of access by our representatives, our customers, and any regulatory authorities to the applicable areas of all facilities, at any level of the supply chain, involved in the order and to all applicable records.

G10. Where applicable if the Supplier uses sub-tier Suppliers in furnishing goods to Dye CNC, the Supplier must ensure that all sub-tier Suppliers fulfill all applicable requirements and key characteristics for the product supplied. No changes in sub-tier suppliers may be implemented without prior written approval by Dye CNC.

G12. Material and/or process specifications are noted on the drawing, purchase order and/or supporting documentation for the purchased material and/or process on this purchase order. Certification of Conformance to these specifications is required with each shipment of material. When mill test reports are utilized for determining conformance supplier shall have a procedure to verify the test reports meet requirements. Items identified with a part number prefix PT or NI do not require a C of C.

G13. Certifications for conformance, chemical and physical test reports, inspection records, product verification records are to be kept on file at your facility or at the Manufacturer’s facility and furnished to Dye CNC upon request. These records are to be maintained for at least 12 years from the date of manufacture.

G14. Acceptance Authority Media (AAM): if the supplier is submitting documentation to confirm product acceptance, and use a form of AAM for verification, then the AAM must be controlled. AAM is considered a personal warranty of compliance and conformity, and has proven critical for the Aerospace and other industries; therefore we are requiring our suppliers to be complaint. Seller shall comply with the AS/EN/JISQ 9100 requirements and 14CFR Part 21.2 regarding the application of the Acceptance Authority Media (AAM) requirements

G15. Title to and the right to immediate possession of all tooling is retained by Dye CNC, when tooling is owned by Dye CNC.

G16. NON-DISCRIMINATION IN EMPLOYMENT – Supplier shall comply with all provisions of Executive Order 11246, as amended, the provisions found in 41 C.F.R. sec. 60-741 (Disabled Persons) and sec. 60-250 (Veterans), and all relevant rules, regulations, and orders of the Secretary of Labor.

G17. Labor Dispute: Whenever any actual or potential labor dispute delays or threatens to delay the timely performance of this Purchase Order, Supplier shall immediately give written notice thereof Buyer. Supplier shall insert the substance of this provision in its orders with its suppliers.

G18. Counterfeit parts. Supplier shall have processes sufficient to prevent sale of counterfeit parts to Dye CNC. If after the sale of goods, the supplier discovers counterfeit parts were sold, supplier shall notify Dye CNC in writing. Supplier shall have traceability to original manufacturer for product sold to Dye CNC.

G19. Government Regulatory requirements (RoHS, Reach, Conflict Materials, etc.). Purchased products may require statements of compliance to one or more governmental regulatory requirements. Upon request supplier shall provide Dye CNC with any relevant data and/or information relating to the compliance of the specified requirement for the product(s).

III. EXPORT CONTROL

E1. Both parties agree to comply with all applicable U.S. export control laws and regulations, specifically including, but not limited to, the requirements of the Arms Export Control Act, 22 U.S.C. 2751-2799, including the International Traffic in Arms Regulation (ITAR), 22 CFR 120-130; and the Export Administration Act, 50 U.S.C. app. 2401-2420, including the Export Administration Regulations, 15 CFR 730-774; including the requirement for obtaining an export license or agreement, if applicable.